The 25% UBO threshold, explained

"25% or more," not "more than 25%"

This wording change matters. The EU's AMLR (Regulation (EU) 2024/1624) sets the general test at 25% or more, which explicitly captures a holding of exactly 25%. The older AMLD5 wording used "more than 25%," which would have let a precisely-25% holder fall just outside the definition. A resolution engine or checklist still using the older phrasing can produce a false negative on exactly this edge case.

Direct and indirect ownership both count

The 25% test applies to combined ownership or control - direct holdings and indirect holdings through intermediate entities, merged together, not evaluated separately. Someone holding 15% directly and 15% through a holding company they also control clears the threshold at 30% combined, even though neither individual stake alone would.

When a lower threshold applies

A lower threshold, down to 15%, is available only where the European Commission has identified a specific sector as higher-risk by delegated act. As things currently stand, no such act sets 15% for gambling, payments, or crypto - those sectors sit at the general 25% test like everyone else. A firm or supervisor can still choose to apply 15% as its own risk-based policy, but that's a deliberate override of the general test, not the regulatory default for any sector today. Defaulting to 15% without that basis over-reports beneficial owners and asserts a stricter legal position than currently exists.

Control, not just shares

The test isn't limited to shareholding - "equivalent" control counts too, which can include voting rights that don't map directly to share count. Control exercised through other means entirely - board influence, shareholder agreements, arrangements with no ownership interest attached - is a related but distinct concept (sometimes called "control by other means") that register-based ownership resolution, by its nature, doesn't capture.